Choices and Changes
by Pyrceval
Summary: Everyone knows how the X-Men came to be. What if there were a reality where a few different choices would lead to an entirely different world for them.
1. Default Chapter

Everyone knows how the X-Men came to be. Imagine, if you will, a reality that occurred...slightly differently from that we all know. Where a few minor decisions lead to an entirely different reality for our mutant friends than the one we all know.

Chapter 1

Professor Charles Xavier sat in the 'hub' of the new underground facilities in his family mansion. He was looking over designs and estimates compiled by his associate, Erik Lensherr. Erik, with his mutant abilities to control metal and magnetism, was the one doing all the real work down here, Charles and their third associate, Dr Moira Mctaggert, had little to actually do save approve of Erik's building techniques.

The hub itself was remarkable already. There was a central round table with holo-emitters installed as well as a large computer screen capable of multiple displays at the same time. The medical facilities were completed and Dr McTaggart was already there stocking and arranging the supplies. The hanger facility was nearly finished as well, and Xavier's machine, Cerebro, was simply waiting for some more programming tweaks.

The Professor smiled. Things could not have progressed better than they have been. In fact, even it's current state, he had managed to lock on to several identified mutant signatures with his remarkable machine. He hoped those signatures would become his first students here.

He sat back in his wheelchair and smiled again. Yes, finally, the Xavier School for Gifted Youngsters would be opening for new admissions shortly. Erik walked in then, interrupting the Professors reverie. Erik was obviously fatigued from the constant use of his powers over the past several days. But he too wore a smile.

"Tea?" Offered Xavier.

Erik took the offered cup with a smile then took a seat at the table across from his oldest friend. "Thank you." He took a sip then leaned back in his chair and closed his eyes. After a moments pause, he said "The training facility is complete."

Xavier blinked, "That was ahead of schedule, Erik, I am impressed."

Erik half grinned, "I was determined. The training facilities are important to me. I want any students that come here to be fully able to defend themselves."

Xavier shook his head, "You are such a cynic Erik. The point of this school is to give hope for a peaceful coexistence between humans and mutants, not to turn mutants into some sort of military force."

Erik studied his old friend for a moment. "I hope you are right, Charles, but I cannot deny the cold reality of the life I have had to endure. You did not have to live through the nazi death camps. I know what mankind is capable of." He sighed. "We've had this discussion a thousand times it seems. I would not be here if I did not want to give your way a chance. I chose to hope for the best but prepare for the worst."

"On that, at least, we agree." Xavier nodded.

"Are ye boys at it again?" Dr McTaggart said as she entered the room.

"And once again the good doctor manages to prescribe just the right remedy for the situation, her very presence." Erik smiled as he held his cup at her entrance.

Moira shook her head. "Now now, ye know the rules."

"Ah yes, no romance between collegues."

Moira grinned, "Besides, this is business. Charley an' I 'ave a dinner to go to tonight."

"Oh?" Xavier asked. "Our calls finally yielded some interest?"

Moira nodded, "Aye, apparently quite a bit o' it. A couple a big government types want to see us."

Erik met Xaviers gaze and narrowed his eyes. "I do not like this, Charles, not one bit. It could be a set up."

Xavier shook his head. "No one outside of this room knows that I am a mutant, and Moira certainly is not. You worry too much, Erik, we will be fine."

Charles Xavier looked around the upscale New York restaurant, allowing his mental powers to passively scan the crowd, just in case Erik was right. Moira sat next to him in a beautiful green gown. The people they were supposed to meet were late.

"Quit fidgetin' and have some wine. Here." Moira said, reaching over and adjusting his tie.

'Thank you." He smiled warmly at here.

"Charles..." she began then looked towards the door. "I think they are here."

Xavier followed her gaze and saw two people approaching them. One a well built man with gray showing around his temples and an eye patch over one eye and the other a younger blonde woman with a determined set to her young features.

Moira stood and shook their hands respectively then Xavier greeted them from his seat. "I am Professor Charles Xavier, and my associate Dr. Moira Mctaggert. Pardon me for not standing to greet you."

The man showed the slightest hint of a grin. "I'm Colonel Nick Fury of S.H.I.E.L.D. this is my assistant Valerie Cooper."

The Colonel looked at them both for a moment then sat down. "I'm more of a get down to business kind of guy myself, Professor. Hope you don't mind."

"Not at all Colonel, not at all."

"First, I want you to know that right now only the two of us sitting here with you are aware of your schools real intent. Our Indian friend was very discreet. And so have we been."

"Thank you for you discretion, Colonel, it is greatly appreciated."

Fury nodded. "I have to say though, that if the government were to become aware of what you are trying to do, well, the results would not be pretty."

Xavier narrowed his eyes. "What do you mean?"

Fury sighed. "You are going to attempt to gather a large population of mutants at one place."

"I do not follow, I would think that would be less of a worry for you as you know where they are and what they are doing."

Fury shook his head again. "With all due respect to your experience and your achievements, sir, I believe you may be somewhat...naive. Imagine for a moment that you go through with this and you have one hell of a campus filled with mutant children. I'll even grant you that you somehow manage to contain them and control them all to prevent them being a threat. What's to stop someone in the government from trying to capture them all since you have them in such a nice place all together? Or worse, some hate group comes along armed to the teeth to take them out? Either they succeed and there are dead mutant kids on the news or they don't and there are dead normal humans on the news. Either way, Xavier, I fear you may start the war you want to avoid so badly." Fury sat back in his seat to let Xavier absorb his words.

"There is an option." Valerie spoke for the first time.

"We're listenin'" Moira responded.

"You can have your school and gather your mutants. But let us help you train them to work with the government. Many of them would possess substantial gifts that we could make use of in the field..."

Xavier slammed his fist on the table, "Absolutely not! I'll not be a party to training children to be used as weapons of war." Xavier glanced from one to the other. "If that is all you have to say to us, I'm afraid we have no further need to discuss anything. Good night Colonel, Miss Cooper."

After Xavier and Mctaggert left, Fury lit a cigar and glanced to his assistant. "Smooth, Val, real smooth."

Val grimaced then hit a hidden signal button on her outfit.

"Let it go, Charles. They were government, what'd ye expect?"

The two had decided to not return to the school right away, Xavier needed to clear his head. So the were by a dock near the George Washington bridge looking out over the river.

Xavier sighed. "Am I being naïve, Moira? Both the Colonel and Erik believe so. Is the vision of a peaceful coexistence impossible?"

Moira took his hand. "I dinnae think so, Charley, and neither do you. The world needs someone like you to balance out the Nick Fury's and Erik Lensherr's out there. Ye have to play the part your heart tells ye to."

"I don't know, Moira. I just...wonder sometimes If I am right."

Erik had been visited by yet another nightmare this night. His visions of the death camps would not fade, no matter how much time and distance he put between them and himself. So, he left the mansion. Testing his powers ability to allow him to fly, he floated over the lake and over the woods beyond where he lost himself in thought.

Why was he giving Charles his faith? He knew this coexistence stuff would not work. Did he just want to be around when Charles failed to gloat? Or did he dare, even just a little, hope that Charles was right? That there was some way for man and mutant to live together. Moira was human, and she did not hate them. She was different, though, this was all science to her.

In his heart of heart, Erik new there would be a war between the two species, one he was determined to win. That's why he had secreted away the equipment and files he had. He knew he would one day need them.

He looked at his watch. Charles and Moira should be back by now. He began the flight back to the school. Just after he crested a hill and it came into view, the building erupted in a fireball that shot high into the night.

"Charles...Moira...!" He screamed as he increased his speed to the scene.

A quartet of soldiers was entering a hum-vee outside of the gates, two with rocket launchers. Erik raised his hand and the hum-vee floated into the air. With a flick of his wrists the doors were wrenched from it. Another move of his fingers and the rocket launchers floated out from the vehicle and turned to face it. The humans inside were begging for their lives. Erik sneered. The rockets fired, destroying the vehicle, incinerating all within.

Erik faced the remains of the school and shook his head. Charles and Moira were dead. He had no tears for he knew this would one day happen. "I am sorry it took your life to prove I was correct, Charles, I am...truly sorry...old friend. But now the war has begun, and I promise I will win it!"

"Oh my god! Erik!" Xavier screamed as they pulled up several moments later to see the mansion engulfed in flames. "Erik..."

Spotting the police sirens in the distance, Moira kept driving. She was unsure where she was going at first. Only that they needed to leave here. Over and over she heard Charles mumble to himself "He was right....I was wrong...he was right..."


	2. Chapter 2

Chapter 2

The yellow taxi pulled up to the curb next to 1407 Graymalkin Lane, stopping behind a long black limousine also parked there. They young man, not much more than a boy really, got out of the cab dragging a suitcase behind him with various corners of hastily packed clothing sticking out of the zipper. He handed the driver some money then turned down the sidewalk and came to an abrupt halt.

There was a man leaning back against the hood of the limo. He was well dressed and perhaps in his early twenties with wavy blond hair and Hollywood-style good looks. The young man then looked through the wrought iron gate to the large pile of rubble beyond. His mouth dropped.

"So, uh, I guess school is out kinda permanently, huh?" He said. The other man barely registered a grin.

"Apparently." There was a heavy silence between them.

The young man scratched his head and looked around. "Do, you, uh, know how to reach this Professor Xavier guy?"

The blond man stood up straight suddenly and smiled at the younger one. "Pardon me, where are my manners today," he extended his hand "Warren Worthington."

Shaking the mans hand, the younger replied "Bobby Drake."

"Pleasure to meet you, Bobby." He studied the young man for a long moment. "I take it you are...gifted?"

Bobby laughed. "If by gifted you mean 'troublemaker in my old school' yeah, I kinda was. Are you, like, a teacher here or something?"

Warren narrowed his eyes in confusion. "No, I'm not a teacher. And no, by gifted I meant, you know, a mutant?"

Bobby glanced around in alarm. "Watch it man, people might hear you. And besides, why would you think I was a mutant?"

Warren arched an eyebrow, "...Maybe because that's what this school is, or was, for? You didn't know?"

Bobby looked to the rubble pile. "A school for mutants? No, I had no idea. I never even talked to this Xavier guy, my parents just wanted to get rid of me. And this was the cheapest offer they could find."

Warren shook his head and sighed. After another few moments of silence, a second cab pulled up and a well muscled fellow in flannel and jeans got out, paid the fare and approached the pair standing outside the gate. Jus as he was about to greet them he noted the pile of rubble behind the gate. "Oh my stars and garters..." He mouthed.

"Indeed. I'm Warren Worthington, this is Bobby Drake."

"Hank McCoy, pleased to meet you. Now, what in blazes happened here?"

"I have no idea." Warren replied. "How would you two like to investigate?"

Hank looked to Bobby and they both blinked. "Huh? Investigate what?" Bobby asked.

Warren stood straight and sighed. "Professor Xavier and his associates were building a school for a mutants here. And I know for a fact that included certain hidden areas below ground. I, for one, would like to take a look at them and you two are welcome to accompany me if you want, or stay here if you want."

Warren walked to the gate, which was still locked. He looked up and down the street as though considering something when Hank walked up to him. "Allow me, good sir."

Hank grasped two of the bars in his hands and, with some grunting, pulled them apart enough to allow entry. "Cool!" Bobby exclaimed.

The trio managed to sift through a good amount of the rubble, with Hank doing most of the actual sifting due to his strength. After nearly an hour, they managed to locate one of the hidden entrances to the lower levels. Hank produced a small pen light and the trio carefully descended into the darkness.

Bobby was in utter awe of the steel facility. "Looks like we just walked onto the Enterprise or something..." He muttered.

The place was a mess down here as well. Computers and screens laying about in piles, disks and papers scattered everywhere, doors were stuck where they were forced open. It looked like a war-zone. They managed to find the backup generator and with some effort, Hank managed to get it running and restored some of the lights.

"Oh my stars..." he breathed as the full nature of the place was revealed. Despite its current state, the facility was still extremely impressive.

Warren appeared pensive as he studied the remains. Hank approached him cautiously as he finished his inspection of the facility.

"Warren, this place is amazing. You should see the training room. There is even a hanger here. What exactly did Xavier have in mind for us?"

Warren sighed. "This facility was to train a group of mutants to help protect the innocent mutants out there from over zealous humans. And to protect innocent humans from dangerous mutants. He wanted us to learn to use our powers for the full benefit of man and mutankind. And, I think, we still should."

Bobby turned a curious gaze on him. Hank asked, "What do you mean?"

"I mean us three. We can do what the Professor wanted. We can repair the underground part of this place and use it as our...base of operations to defend the innocent. What do you guys think?"

Hank looked to Bobby and shrugged. "I do not, exactly, have much else to do. Why not?"

Bobby smiled. "We're gonna be superheroes. Cool."

The sleek black aircraft made its way silently over the heavy forests of Alaska. Finding a proper clearing, it slowly lowered itself to cold ground. To armed soldiers in black went down the ramp first followed by a young blond woman holding some type of tracking device in her hand.

"That way." Commanded Cooper as she gestured for the two soldiers in front of her and the two coming up behind her to head into the forest.

Some time later they approached who they were after.

A young man with brown hair sat huddled against a tree in tattered rags. He was shivering and obviously had not eaten much in several weeks. He wore a torn bandage over his eyes and clutched a walking stick in his hands. Val knew he was not blind, however.

Upon hearing the crunching underbrush, the young man stood quickly and began to back away, holding the stick in front of him. "Please, leave me alone." His parched voice cracked out, "I don't want to hurt you."

Val approached very cautiously, fully aware of what this young man was capable of. "Scott," she began, "We are here to help you."

The sound of his name gave him pause. "Help...? You know...who I am...?"

Val smiled, letting the smile enter her voice, trying to calm the young man. "Yes, Scott, I know all about you. You were in an orphanage. They told you that you had to leave because you were too old. That made you angry, didn't it? Upset? And the next thing you know you were shooting holes through the building."

Scott nodded. A tear streaked his cheek. Val continued, putting her hand on his shoulder, he stiffened. "We know about mutants, Scott, a great deal actually. We can help you control your powers...so you don't have to fear hurting anyone else again. We can help you use them for the benefit of your country, and the world Scott. All you have to do is take my hand and come with me."

Scott stayed stiff. He liked her words, and he liked having hope again. He could control them, she had said, he could stop this devastating energy from destroying anything he dared to look at. She could help. His shoulders dropped and he sobbed openly. He grasped her hand, "Please...help me..."

The young red haired woman sat huddled in the corner of her room. She rocked herself back and forth, her eyes shut tight against the world. Over her head books and picture frames and pillows and clothes circled her in the air. She wanted it to stop, but it wouldn't. The doctors wanted to come in and sedate her, and she too wanted this. However, as soon as she knew they were trying to enter, and as she heard their thoughts as soon as they did, she always knew when they were going to try, she forced the door shut with a protective psionic barrier.

She had been abandoned here. The older bald man, Professor Xavier, that used to help her stop the nightmares and the mental outburts, had stopped coming months ago. Gradually, the visions returned. Her poor friend, dead there on the street. She felt it as surely as if the truck had struck her. With no other options open, her parents had been forced to send her here. The doctors here had no clue how to deal with a telepathic telekinetic teenager. So they kept her sedated most of the time. Sometimes, however, her mind would not allow her to give in. And things like this happened.

"Someone else, theres someone else here..." She muttered to herself. Suddenly her green eyes went wide and she stopped rocking. The gas canister rolled into the room and released its vapors before her telekinetic powers could fling it away. Within moments, she slipped to the floor. The books and pictures and other things fell to the ground around her.

She heard a woman's voice say "You did the right thing, doctor, and I'm sure Professor Grey will send his thanks to you."

She kneeled next to the dazed girl. "We are going to help you, Jean, I promise..." Then the redhead was unconscious.


	3. Chapter 3

Chapter 3

Top Secret

Personal Findings Report

Over the many months since I have brought them in, both Summers and Grey have become obvious assets. Summers has a penchant for leadership and tactics that is an unexpected bonus, particularly tempered with Grey's natural empathy, the two make a great pair to build a larger force from.

If you take a look at the field training analyses that accompany this, I believe you will be equally as impressed with what they have learned and how far they have progressed since we were able to respond to their unique needs. It is my hope that they be considered immediately usable in the field and that you will grant me the additional funding needed to continue to build this team. I already have two additional mutants I would like to bring in. I believe their talents will help offset the weaknesses Summers and Grey have and vice versa. I do, however, understand the reluctance to recruit these two particular mutants. Their bios are also attached.

I would also like to thank you for granting me access to the mutant known as Forge, his unique gifts are much appreciated.

Dr. Valerie Cooper, Project Lead

X-Factor Project

"Are you certain we are ready for this?" Hank asked as he crouched next to the giant round computer console. He wore now a blue and gold costume without boots or gloves, so as to allow full use of his dexterous appendages. Warren had found them in a closet down here, assuming that Professor Xavier had intended for his students to wear them when active, he had given them out and modified them as needed.

"We're as ready as we're ever going to get." Warren responded, wearing a similar costume, but with opening in the back to allow for his wings.

Bobby, too, wore one of the costumes, though his was mostly obscured with a sheet of ice that he had learned to create around himself providing some measure of protection. "I say lets do it, guys, I've been itching to get out and into some real action!"

"Its settled then, don't forget when we are out there, we go by the code names we all came up with." Warren then tapped the 'X' symbol on his belt "And collectively, we are called the X-Men."

They all nodded. Warren continued, "Alright, Beast, Iceman, to the blackbird!"

The jet rose from the rubble of the mansion's back yard through a hidden hanger door with Beast at the controls. The target: a simple stolen armored car. But you have to start somewhere.

The car had headed out of the city, according to the news reports and police scanner. It was now speeding through Westchester County. In a matter of seconds, the X-Men's jet was over it. There were nearly a dozen police cars in close pursuit.

"Auto pilot engaged, War...er, Angel."

"Alright guys, this is for real. Remember all that time in the danger room. We can do this. Iceman, your up first."

Iceman stepped to the lower hatch of the plane as Angel triggered it open. They were a scant twenty feet above the armored car. He noted the cops had backed off on seeing the jet, probably unsure of just what it meant.

Iceman concentrated and focused his powers tighter than he ever had before. The reinforced front window of the car frosted over and was soon coated in ice as Iceman attempted to drop the temperature of it as close to absolute zero as possible.

Angel then nodded to Beast who stepped in front of him. Angel grabbed Beast under his arms and the pair leapt from the plane. Angel's wings flexed wide and the pair glided over the car. Angel dropped Beast on the hood then circled around behind the car where the robbers had thrown open the doors to fire at the cops.

Angel deftly dodged all of the sloppy gunshots from the thug in the rear, till he went to reload, then the winged mutant made his move. With one last hard stroke of his wings, he extended both fists forward then tucked his wings in close as he entered the car. The force of the two-fisted punch sent the thug flying all the way to the front wall of the car. The thug tried to rise and bring his gun back up, but Angel was quicker. With a sharp kick, he sent the weapon flying from the thugs injured hand then with a simple backhand punch he rendered the thug unconscious.

Beast allowed to the thug up front to do some of his work for him; He was shooting the window attempting to strike the large mutant on the hood. With the windshield frozen, the bullets were making tiny cracks across it though still not penetrating it. Out of ammo, the thug then decided to try and dislodge him the old fashioned way and swerved all over the road.

Beast gripped the roof of the car tightly for balance as he leaped with both feet then swung them down shattering through the now fragile glass. One more swift kick across the thugs face and he was out. With his toes, Beast gripped the steering wheel with one foot and the emergency brake with the other and slowly brought the vehicle to a stop on the side of the road.

Police quickly surrounded them as Angel walked up front to join Beast. The blackbird hovered overhead. "Freeze!" Shouted one of the officers, gun aimed at the two mutants.

Angel and Beast exchanged worried glances. "Begging your pardons, officers, but my associates and I just saved the day, in case you missed it." Beast said calmly, smiling all the while.

Angel took a step forward, hands up for the police to see. "Sir, we are the X-Men, and we mean you no harm, we are here to help."

"I said freeze!" the officer shouted again. Angel stopped in his tracks.

"If you insist!" came the reply from up above, from Iceman. He stood at the hatch to the jet and let loose with blast after blast of ice, erecting a dome around the officers with their guns drawn. Angel grabbed Beast and flew to the plane. In moments, they were streaking away through the sky.

Angel sunk down into a seat, his wings up and out to avoid crushing them. "That was great guys! Next time, though, I want to be on the ground!" Said Iceman, dropping his icy armor and grinning ear to ear.

"Great?" said Angel, standing as his voice raised in intensity, "Great?! Do you realize what you just did? You assaulted a police officer! They put you in jail for a very long time for that!"

Bobby blinked a time or tow, flabbergasted by Warren's anger. "But, they were going to arrest you two! Or shoot you! I had to do something."

"Bobby is right, Warren." Chimed in Hank from the pilot's chair, "It was a bad situation, he simply made the best of it. He chose the only option that would insure survival for us."

Warren glared at Hank. Then closed his eyes for a minute and sighed. "You're right. I'm sorry, Bobby. I wasn't really angry with you. You did good, kid." He said, smiling at the young man. "Why did the cops come after us in the first place, couldn't they see we're the good guys?"

"Sometimes, my friend, things are not as simple as that." Hank replied, "The police do not know who we are, they did what they thought was right."

Warren shook his head. "Still, it makes me wonder.

The tavern was dark, dank and dirty, as one would expect from a biker bar, especially one this far off the beaten path. There was no sign of civilization outside of the place for many dozens of miles. Yet, this place remained busy, as proven by the large number of motorcycles parked out front.

The woman that entered the tavern now seemed quite out of place. Her blonde hair was pulled back in a tight ponytail and beneath her long coat she wore a neat dark blue business outfit. The sound of billiard balls smacking against one another, drunken belches and a myriad of odors she didn't even want to guess at.

Avoiding the leering stares, she located the man she was looking for and took a seat opposite him at his small corner table. The man across from her had wildly unkempt dirty blonde hair with long sideburns. He was tall and heavily muscled, which was still obvious beneath the heavy coat he wore. He threw back a shot of whiskey then eyed her carefully, letting one side of his mouth roll back in a threatening smile as it revealed an oversized tooth.

"So," started the big man, in a low growling voice, "Who needs to be dead? Or 'm I to stop the getting dead part?"

"It's...not quite so simple this time. We are after something a bit more...long term." Replied Val, uneasily.

The pupil less eyes narrowed as he paused with yet another shot glass held to his lips. He slowly lowered it. "What do ya mean by 'long term', blondie?"

Val steadied herself and went on, "The group I am in charge of is a government sanctioned and funded mutant strike team. We often operate separately from the law and the members of the group will enjoy a certain amount of...protection on some legal matters as well. It's a good steady paycheck as well, Mr. Creed."

Creed took another shot. Then he filled the glass again from the bottle on the table and pushed it to Val. She raised a hand in protest saying, "I'm sorry, I don't drink that."

Creed smiled his toothy, threatening smile once more, "Yes ya do, blondie, or I let all a the dirty, filthy swine here know just how much fun they can have with ya."

Val's eyes went wide in alarm at the insinuation and she looked around quickly. Taking a deep breath, she took the drink and swallowed it in one gulp. Then she doubled over coughing as the liquid burned all the way down. Creed erupted in a fit of laughter, a sound far more frightening than Val would have imagined.

He reached over and patted her on the back as she continued coughing. "Blondie, I like you. I think I'll take a look at this program a yours."

The Apache warrior ran free in the deep red sands of Arizona. His well-toned arms pumped blood continuously and his strong legs churned the earth below him. To be fair, he had let the bison have a head start. Now, though, he was closing the distance between them at a remarkable rate.

Coming up alongside the animal, the man reached out with bare hands and grasped the bison's horns. The beast, of course, protested. It thrashed its massive head this way and that attempting to dislodge the Apache's grip. The Apache, however, was the stronger. Tightening his grip with both hands, he braced his legs against the ground and soon brought himself and the animal to a complete halt by sheer strength alone. The beast again protested, but again the Apache was victorious.

The creature made a most unhappy sound, and stomped it legs, but the Apache whispered into its ear and stroked its head. Moments later, the beast wandered slowly away, no longer enraged.

The Apache approached a stone where he had left his shirt, boots and canteen. He took a deep draw of the water held within the military style canteen, the poured much of the rest of it over his head and shoulders, washing away the dirt and sweat. As he put his shirt back on, the trespasser he had been aware of hiding behind a bunch of rocks finally made her presence known.

"Corporal Proudstar." Began the woman. He spun angrily on her.

"I am not in the army any longer, woman, do not address me as Corporal."

Val was briefly stunned, but continued regardless. "I'm sorry, I didn't realize that was a sore subject for you. What would you like me to address you as?"

He stared at her for a long moment. "How about 'John'?"

Val nodded. "Okay, John, I'm Val, Val Cooper." She offered her hand. He turned his back on her.

"John, the government has need of you again."

John stiffened. He slowly turned to face her. "What, you need another red man to fill some sort of quota? Look like your including us in the white mans government? Sorry, sister, not today. You may have drafted me and forced me to work for you, kill for you back in 'Nam, but not now, not again." With that he picked up his few things and started off towards the settlement.

"John wait! You served with distinction in the army. You earned a number of metals and citations. You were a war hero."

He yelled back over his shoulder, "I was only what you people forced me to be."

"But your record, its impeccable. I know you want the chance to prove yourself again. To fight the good fight. I'm building a team of mutants, like you, to help defend this country against other super-powered threats. We need your help. I know you want this kind of chance again, John, I know you do." Val dared to raise her voice.

He never stopped walking. Laughing he called back, "Oh? Just how do you know that?"

"Because I know you're record inside and out. You were never drafted, John, you volunteered." That made him stop.

He turned to face her, his expression resigned. "Do not say that to anyone else here. Everyone believes I was drafted. If they knew I volunteered to fight..." He sighed deeply, "I will hear what you have to say."

Erik Lensherr paced as he heard the reports. Several witnesses reported seeing a strangely familiar black jet in New York State. With three men, dressed in outfits that sounded familiar to him as well, exiting the plane to stop and armored car robbery.

Stranger still, several of the mutants he and Charles had been keeping tabs as likely students had disappeared, seemingly without a trace. It seemed someone, or ones, have been recruiting mutants. Erik had a handful he had happened upon come with him to build this base in the Antarctic, but perhaps it was time for him to become more active now.

He turned to his second in command. "Mystique, bring me the Xavier files and prepare to leave. We have some hunting to do."


	4. Chapter 4

Chapter 4

Mutation Manifestation Report

As requested, here are the known mutations of our current subjects.

Subject 1, Scott Summers code-named Cyclops: Absorbs solar radiation and converts in internally into some form of concussive energy projection from his eyes. He appears unable to actually control this process, a result, perhaps, of head trauma from his childhood. He requires the use of a visor or other specialty lenses constructed of ruby quartz, apparently the only element capable of diffusing the energy he projects.

Subject 2, Jean Grey, code-named Marvel Girl: I didn't pick the code name, she did, so don't get me started on that. She has telekinetic and telepathic abilities. She is capable of moving moderate size object with her mind, including a human being, and even using these objects as missile weapons against her foes. In addition, she is capable of projecting her thoughts to others and reading others minds, though the telepathic side of her powers needs work on control. For now she must wear a headband constructed by Forge that helps restrain her telepathic powers to prevent her from going literally insane.

Subject 3, Victor Creed, code-named Sabertooth: Has vast regenerative abilities, sharpened claws at the tips of his fingers and heightened senses. In addition, Creed seems to have superior physical abilities, though whether that his part of his mutation or just side effects of his build and training, we do not know. Creed is also prone to feral rages and very violent behavior.

Subject 4, John Proudstar, code-named Thunderbird: Has far superior physical abilities including strength, speed and stamina. This seems to be a result of his muscle fibers being several times more densely packed than that of a normal human. Also seems to exhibit some form of heightened awareness, though this also may be attributable to training instead of mutation.

Personal Note attached: I would like to personally thank you for the increase in our budget I asked for. Though Creed needs some watching, he is a true soldier of fortune and as long as we pay his bills he should be happy. I appreciate you're open mindedness on this project, given your particular history. Also attached are the energy output, blood and DNA samples you requested. Thank you again

Dr. Valerie Cooper

X-Factor Project Lead.

Sabertooth bounded over the low wall, yet still staying low to the ground sniffing his prey. Thunderbird had gone around the other way attempting to flank the target while Cyclops and Marvel Girl moved more slowly through the middle of the zone. Marvel Girl using her powers to scan for the target while Cyclops awaited a target and provided protection for the telepath.

They had been given uniforms, now. They were simple, yet functional. They were of some type of stretchy, yet resilient black material with reinforcements around the torso for added protection. The only decoration on them was a simple dual stripe of color straight down from left shoulder over the chest all the way to the left boot. There was also a small yellow 'X' interrupting the stripe just over the heart. Each member's color was different, to help with battlefield recognition. For Scott it was royal blue, Jean was a light green, Creed's was a light tan and John's a deep red.

In addition, Scott's had a half mask that his visor was attached to. Jean also had a mask covering her eyes that the psi-dampener was built in to. Creed's had no sleeves, but did have a type of gauntlet on each forearm. John wore his own leather boots with fringe and his belt had a golden bird at the buckle.

Sabertooth's growl crackled over the built in radio transmitter into Cyclops' ear. "Got'em. Gonna try an' flush him back to ya."

Up ahead, the hunter that was Sabertooth crouched low behind a ruined wall. He heard the footsteps on the other side and his nose told him it was his prey. In a flash he left his hiding spot and pounced on the training robot. The machine spun away from the sloppy attack and let Sabertooth have a roundhouse punch across his face for the effort. With a roar, Sabertooth swiped his claws across the bot's head. The robot stepped back quickly, having suffered no real damage from the claw attack.

When it stepped back, however, Thunderbird came from behind it with a mid-body tackle. He brought the machine to the ground on its stomach. He was not, however, prepared when it spun completely around at its mid-section. The robot grabbed Thunderbird by his shoulder and flung him several feet away to slam into a wall.

In another moment, it had righted itself and fled, right in the direction Sabertooth wanted. The robot ducked under a low hanging doorframe to see Cyclops standing less than a dozen feet away. It screeched to a halt and attempted to reverse direction, only to find an invisible wall of force preventing it, and then it noted Marvel Girl standing off to the side.

Cyclops smiled then as he put a hand to the knob at the side of his visor, opening it up some and letting loose with a crimson beam of pure force that slammed the robot back against the telekinetic wall and pulverized it into raw scrap.

John and Creed met up with the other two in a moment. Creed was smiling as he leaned against a wall and lit up a cigar, John was scowling. Cyclops approached them both, a deep frown on his face.

"Proudstar," He began, furious, "You were reckless back there. The plan did not call for you to take the risk you took, nor did the situation change enough that it was needed. What were you thinking?"

John stepped up to Scott and jabbed a finger at his chest, "I have the experience, one-eye, I've led men on the battlefield! I've had men die in my arms! I should be in charge here, not some snot-nosed punk kid that got really good marks on his SAT's or whatever! You had me doing nothing but playing backup to Creed! I saw an opening to take the opponent down and I took it!"

Scott didn't back down, "Dr Cooper appointed me as field commander, Mr.Proudstar, that means regardless of your experience, when we are in battle, you will follow my orders or you will find yourself with no place on this team. Do I make myself clear, mister?"

Creed chimed in. "Ah, let it go Cyke. The injun made his play and failed, no harm done, we still won."

Scott turned to him, "And as for you...your teammate was in trouble there. The robot could have seriously injured him and you were doing what, standing around filing your nails?"

Creed's eyes took on a dangerous glint as they narrowed. "Watch your mouth, boy."

"Or what, you'll scratch my back for me? Do you people not understand? If this were real John could have been killed because he didn't follow orders and Creed here didn't help him when he was in trouble. That is not how..."

Scott was interrupted by Val's voice over the loudspeaker. "X-Factor members report to the war room immediately. This is not a drill, we have a serious emergency."

They all exchanged glances then Scott turned and rushed to the door with Jean and John close behind. Creed took another long draw on his cigar then shrugged and threw it away, whistling as he casually strolled to the door.

"Okay, people, here's the situation," Began Dr. Cooper, scowling at Creed as he finally entered the room. He winked at her and licked his lips slowly. She shuddered. "We have a unknown man calling himself 'the Vanisher'. Thus far, he has lived up to his name. He has stolen highly classified information from the Pentagon and his auctioning it off to the highest bidder, including the U.S. government."

She sighed, "The powers that be have made him a ridiculous offer. However, we want to capture him before the deal goes down, and that where you come in.

"The Vanisher appears to have the ability to teleport himself wherever he wants. We do not know if he has any other powers or not. It is believed that he is still operating inside the Pentagon, as the call he placed originated from there. However, he is a teleporter, and that makes him far more dangerous to capture."

"Is he alone?" Asked Cyclops.

"We don't know. Given his powers, he could seem to have allies with him even if he does not. We just don't know. This will be your first field test, people; I want to see that guy stopped. Make it happen."

The red emergency lights flashed throughout the metallic underground hall. Warren had triggered it and a groggy Bobby and Hank made their respective way to the control room.

Bobby yawned and stretched. "What's going on?"

Warren stood, smiling. "We have the chance to really do some good, my friends. Apparently a mutant is blackmailing the government. He's got the Pentagon on lockdown and appears to have pretty much taken it over. I say we show the world that mutants can be heroes too. I say we stop this guy. What about you guys?"

Bobby and Hank exchanged looks. As one they turned to Warren and shrugged. Hank replied for them, "Do you think we might have time to stop at the Smithsonian while we are in the area?"

The Pentagon was indeed on full lockdown, with a wide perimeter of guards surrounding it. Hundreds of police and National Guard soldiers manned tanks and other vehicles. Of course, they were nearly outnumbered by the members of the press.

To avoid the unwanted attention, Dr. Cooper had instructed X-Factor on the locations to access secret underground tunnels to get into the Pentagon. In the subbasement, they slowed, wary of any danger.

"I don't smell or hear anything." Sabertooth whispered.

Cyclops nodded then looked to Marvel Girl. "I don't sense anything either. Well, nothing I can get a bead on. It's...erratic, to say the least." Cyclops nodded again.

"Alright team, we do this right. Sabertooth is on point. Thunderbird is next then Marvel Girl and I will follow behind. Lets move."

At the same time, a trio of mutants silently descends to the roof from their jet hovering several hundred feet above. Beast, holding himself upside down by his toes, managed to pick open a window. The power, thankfully, had been cut to all alarm systems of the building. Within moments, the X-Men had made their way in.

They moved slowly, making certain they were alone, checking all the offices as they worked their way down.

"This place is too empty, Angel, I must so it is...disconcerting." Beast whispered. Angel nodded.

A lamp then smashed into Beast and shattered. "What the...?" They saw a glimpse of the attacker. He was a small man that scampered away down the hallway before they could do anything else. Beast bounded after him and Iceman followed, Angel felt something wrong, though, and attempted to stop them.

"Wait, guys..."

Meanwhile, X-Factor had reached the second floor, with still nothing. "Wait, Cyclops...there are others here..." Said Marvel Girl.

In a flash, a tall bald man dressed all in black appeared in their midst. Marvel Girl gasped in surprise and Cyclops reached to his visor control immediately. He was gone and the blast only succeeded in taking out a wall.

He appeared again behind Cyclops and punched him in the kidney. Cyclops found himself on his knees. Marvel Girl launched a psychic blast at the man, only to have him vanish again.

"That, I presume, is the Vanisher." Cyclops said as he got to his feet.

"You presume correct," He appeared again, behind Thunderbird, and clubbed him over the head with a baton. He was gone again before they could respond.

He appeared several feet behind them next, laughing. "Fools, you think I would come without powerful allies? Meet my protectors!" He was gone again.

Just then a large man wearing blue and yellow bounded into the room at a reckless pace followed by a man-shaped walking ice cube and a tall man with wings.

Beast and Iceman were still running after the little runt. In a moment, they heard a laugh followed by a man proclaiming that they should 'meet his protectors'...and then all hell broke loose.

He saw Beast come to an abrupt halt and Iceman too. Ahead of them were four people dressed in black costumes. The closest one, a large man with claws on his fingertips lunged with a loud roar at Beast.

Iceman, however, was faster. Sabertooth found himself thrown back against the wall by a blast of solid ice and then pinned there as Iceman froze his hands, knees and waist to the wall.

Thunderbird moved on Beast then, and delivered a heavy left cross across his face. Beast actually stumbled from the blow, blood coming from his lip. Thunderbird pressed the advantage with a right uppercut. Beast flew back nearly a dozen feet to crash into Iceman and carry them both through a wall into the office beyond, shattering the desk there and laying amongst the splinters.

Cyclops took aim at Angel, but just as his hand touched the knob on his visor, Angel was already in motion. He picked up a end table from the corner, spun around and slammed it into Thunderbirds chest as he was regaining his balance. The result was Thunderbird staggering back into Cyclops. Cyclops' shot went off, tearing a massive hole through the ceiling and all the way through the roof of the Pentagon, giving the spectators outside a nice lightshow.

"Scott, wait, there...there's something wrong here..." Said Marvel Girl, holding her hand to her head and concentrating. "These people... they aren't our enemies! They are after the Vanisher as well. They are heroes, Scott, we have to stop this!"

Thunderbird was already moving, and Beast and Iceman were too. Beast leapt through the air and planted both of his massive feet square in Thunderbirds chest then catapulted into a backwards flip to land easily.

Beast had expected the blow to send his opponent reeling to the ground; instead he only stumbled back a few feet then planted himself for a counter attack. He was interrupted when Cyclops yelled to stop.

"Stand down, people! These men aren't our enemies!" Thunderbird immediately relaxed his poster.

"Beast, Iceman, stand down." Called Angel. "This apparently isn't the fight we are here for."

"That's what you think." Sabertooth growled. The ice restraints had melted some, and now he strained against them. "No one makes a fool of me, especially not some Popsicle boy!" He strained and groaned, and the ice shattered.

He fell into a crouch, growling. "Creed, stand down now!" Cyclops yelled. Sabertooth roared again and leapt for Iceman. He raked his claws across the ice armor at his chest several times in a flash. Chips of ice went flying and Iceman tried to back up, only to have Sabertooth go with him.

"Stop,Creed!" Cyclops yelled again, then turned to Jean to see if she could do anything.

Marvel Girl shrugged, "His mind is operating at a subconscious level, I have nothing to grab a hold of there."

Beast was bounding towards the pair and Angel rushed forwards as well. Perhaps too late as gold spandex became visible at Iceman's midsection, so much ice had been chipped away. Sabertooth grasped Iceman's shoulder with his left hand then drew his right back...and plunged his claws into Iceman's stomach, roaring as he did. When he pulled his hand back for another attack, it was blood soaked.

Collectively, most everyone present screamed no. Angel reached Iceman as he doubled over and pulled him from Sabertooth's grip as he leveled a sidelong kick across the monsters face. Beast grabbed his arm and pulled with all of his might, rolling over and kicking Sabertooth into the air just as Cyclops' optic blast went off, full strength. It slammed into Creed and sent him through the four walls out into the night air to drop with a wet thud to the lawn of the Pentagon.

Angel was cradling Iceman as they sunk to the ground as one. The ice armor slipped from Bobby's body as he fought for consciousness.

"Scott, he's just a boy...younger than us even." Jean whispered to her friend as she saw Iceman's face. Scott nodded, dumbfounded.

Blood was pooling all around Bobby and Warren. "Someone...help!" Warren screamed through his tears. John was the first to move, accustomed to battlefield triage. He dashed down the hall and retrieved some curtains then ripped them to shreds. He tied a pressure tourniquet around Bobby's midsection, the knot ending just over the wound to hold it together. He looked to Warren, "Get him out of here, now. To a hospital, and make it quick."

Warren nodded numbly then stood lifted Iceman. He stepped to the hole Cyclops had torn through the wall.

"For what its worth," Cyclops stated, "I-I'm sorry."

Warren's blue eyes turned icy as he responded in a venomous tone, "If he dies, you will be."

Angel took flight then as Beast leapt to the top of the Pentagon just as the Blackbird lowered down. Within moments, the X-Men were gone.

"We still have a job to do, people." Cyclops stated emptily. "Lets be done with it."

Camera crews and police surrounded the unconscious mutant outside. A perfect conglomeration of people for the Vanisher to hit. He appeared and dropped several canisters on the ground that exploded with a green gas as he vanished.

Everyone assembled began choking and wheezing, and slowly slipping to the ground. Then the Vanishers assistant came through, a small fellow with green tinted skin and remarkably strong legs, the Vanisher had nick named him 'Toad'".

Toad bounded here and there, kicking and throwing and punching, making certain everyone was down. Then he retrieved one of the cameras on live feed. The Vanisher once more appeared and faced the camera. "It seems the powers that be did not take me seriously. And indeed besieged me with a group of their pet mutants. I was, of course, victorious in this assault. Given the weapons you chose to use against me, I think its only fair that I give the world a certain piece of information regarding mutants..."

It was then that X-Factor struck. Cyclops let loose with a blast of energy that propelled the Vanisher through the air and into the side of the news van. Thunderbird had snuck around behind the van and jumped out, grabbing Toad from behind in a cross arm lock. He lifted the squirming little mutant high into the air then brought him down hard to the pavement. He was unconscious.

The Vanisher, though rose. "Scott!" Marvel Girl called as she frantically tore at the headband. "Get this off, I can stop him!"

Cyclops narrowed the dial on the side of his visor all the war then opened it, a fine, thin beam coming forth and striking the lock on Marvel Girls psi-inhibitor.

She shook her head for a moment then raised a hand at the Vanisher as he regained his feet. He suddenly looked around in fear. "What's wrong, Vanisher, cant teleport? I don't suppose you can. Now, lets make that permanent, shall we?"

Reaching out beyond anything she had ever imagined doing before, Jean touched the Vanishers memory and with the precision of a surgeon, managed to remove the portion of it regarding his mutation and powers. She simply made him forget what he could do. He slumped to the ground, unmoving.

Scott, John, and Jean were in Dr. Cooper's office and she was absolutely livid. "All of that money and training and in some cases gifts of a new life, and this what I get for a first performance? This...this...is completely unacceptable!"

"Dr. Cooper, I don't understand, we stopped the Vanisher and his lackey, we were victorious."

She looked at Scott as though he were the devil himself. "Victorious?! Victorious??!!! Do you have any clue how many of Creed's bones were ground to powder? You cant, because the doctors don't even know that. And you know how they got that way?"

Scott lowered his gaze. "Exactly, you shot him with enough force to level a mountain. You could have killed him, you would have killed him if it wasn't for his healing powers."

Scott looked up, his jaw set, "He may have murdered a young boy, I couldn't just..."

"Oh yes you damn well could have. That 'boy' is an outlaw mutant who, we suspect, attacked several police officers a few weeks ago in New York. He was there illegally and, well, he attacked Creed first. You should have either moved on or helped Creed in arresting all three of them."

Jean spoke up, "He wasn't arresting them, Dr. Cooper, he was trying to kill them."

Val turned her gaze to the red headed girl. "Don't you start with me. You removed your psi-inhibitor without permission to do so. You placed yourself and your unit in considerable harm by doing so, not to mention costing us an expensive piece of equipment." Val sighed deeply.

"I really don't know what else to say to you people. Get out of my sight."

The three filled out of the office as ordered.


	5. Chapter 5

Chapter 5

Nick Fury sat in his office in the Pentagon. He didn't often use this office, but after the fiasco here a few days ago he felt he should stay here to keep an eye on things. He still had some unanswered questions about the event, questions no one seemed willing to even hear. He was even being denied access to the two mutants that were captured that day, and no explanation of why. He chewed on his cigar as he leaned over to go through some files in a desk drawer.

"Mail delivery, sir." Said the young lady that entered. He didn't even look up.

"Leave it on the desk."

She did so, and turned to leave, then said "There is one package in particular that you might find of interest, sir."

That gave Fury pause. He raised his head then quickly spun to face the woman, who had vanished. His brow furrowed. He didn't like games. He stood then caught sight of the padded brown envelope on his desk. He picked it up as he went out the door.

He glanced up and down the hall looking for the woman. He spotted the mail cart a few doors down and went to it. He looked all around for her, when a young man, likely someone's son, stepped out of the office he was next to.

"Son, where's the girl that delivered my mail?"

He blinked. "Girl? I'm the mail guy here, sir." He dug through his cart. "Here, uh, is your mail Colonel."

Fury absently took the bundle from the boy. He wandered back to his office. More unanswered questions. He closed the door behind him then dropped his actual mail on the desk. He looked at the padded envelope closely, as though he could discern everything if he just concentrated hard enough. He noticed there was no address on it, his or otherwise. It simply said 'open me'.

Confident that a bomb would not have come to him in such a conspicuous manor, he did just that. Ripping the edge of the package, he upended it and produced a videotape. He stepped to his small TV on a stand to the side and put the tape in.

On the screen he saw what must be the Vanisher, claiming something about top secret plans and mutants. Then he saw a crimson beam strike the man from behind. The camera jerked around some but before the picture was lost, he noted two people standing in the distance wearing black outfits with colored stripes. Fury's jaw dropped. Then clenched.

He hit is intercom, "Stacy, I get me the guys in video analyses."

Some time later and several miles outside of Arlington, Virginia now, Colonel Fury stormed into Dr. Val Cooper's office. She quickly closed a file she had been looking at and hid it, but not before Fury noted the large yellow 'X' emblazoned on the cover.

She put on her best fake smile and said, "Colonel, what a pleasant surprise..."

He threw down a handful of large photos with a great deal of force. "Cut the bull-shit Val. I want to know what the hell is going on, now."

"Why Colonel, I have no idea what you mean."

He leaned over the desk menacingly. "I saw the video. I saw how you caught Vanisher and Toad." Val blinked and her pleasant façade began to slip.

He pushed a photo at her. "Recognize this? This is a picture taken of what's left of a certain estate in Westchester New York. It was destroyed almost a year ago, Val. The night you and I spoke with Professor Xavier. Neither he nor his associate have been heard from since."

"I don't see what this has to do with me, Nick."

Nick nearly laughed at her arrogance. "You don't see...?" He jabbed a finger angrily at her. "You killed them, Val! You killed them then took every bit of info they had on mutants and you began recruiting to form your little strike team. You are using children, Val, children to fight battles they don't need to fight! Do you have no conscience?"

Val stood, her anger rising to match Fury's. "Do not presume to know my motives. I am doing only what I have been ordered to do! I didn't plan the attack on Xavier's nor did I know anything about it. I only acted on information someone else gave me."

Fury stiffened. "Just following orders, eh? How often have we heard that to explain some of the world's worst tragedies? Whose orders Val? Who are you working for?"

Val paused for a moment. "I'm afraid I'm not at liberty to say."

Fury blinked and shook his head. "Do you see the pictures, Val? I have pictures of your team. I have pictures of you in a certain mental institute in upstate New York. I have security camera pictures of you at a gas station in Arizona and in a bar in Washington State. Do you have any idea what I could do with these if I wanted?"

For moment, for just a brief moment, Fury thought he saw the cold, hard façade fade from her, and for an instant she was just a frightened girl in way over her head. Then it was back and she took a deep breath. "Nothing. Absolutely nothing. The same people sign our paychecks, Fury. I don't believe there is anything you can do."

He turned saying "Keep the pictures, Val, I have plenty more." Then stormed out of her office.

The Senator's step was light as he entered his office, looking through his messages as he did so. He was unaware of the other man in the room with him till he pushed the door closed and locked it. The senator dropped the messages and turned with a start then he smiled a politician's smile. "It's a pleasure to see you." He said, extending his hand.

Nick Fury sneered at him then smacked his hand away. "I know about Dr. Cooper's pet mutant project, and it stinks of you, Kelly."

Senator Kelly smiled again, "Dr. Cooper's what? Dr. Valerie Cooper? I haven't heard of her in some time. Didn't she used to work for you, Colonel?"

"Don't play games with me. I'm too old and too pissed off for that."

The Senator took a seat behind his desk and leaned back. "I'm afraid I don't know what you are talking about, but if you would care to tell me what it is you think you know..."

"Fine. A year ago Dr. Cooper and I met with a man that was keeping track of mutants for the purpose of building a school to teach them. He thought he might want government support for this so as to not have us against them. The night of the meeting, his school was destroyed and he and his associates were assumed killed. The reports indicate heavy explosives, such as rockets, may have been used to in the attack. Backed up by the remnants of a hum-vee carrying the charred remains of four soldiers sitting outside of the place.

"Dr. Cooper left my employ right after that. Since then, she has been spotted in the vicinity of several mutants that have since gone missing. Last week, someone made a videotape of part of the Vanisher's attack. You know the part, the part where yours and Cooper's mutant strike team defeated him as he was about to say something about the top secret plans he had stolen. Plans I believe detailed this mutant team of yours. And now no one, not even me, can gain access to him. Hows that for what I think I know, Senator?" Fury grinned as he chewed on his cigar.

Kelly frowned in concentration. "So, let us see...a young attractive woman that worked for you, and older accomplished decorated career military man planned and executed a complicated military maneuver on a mutant school and then kidnapped and trained a group of paramilitary mutant soldiers. You believe I am behind it all, planning through a woman that there is zero evidence I have ever even met and you have nothing to tie me to it. However, there would be a very strong case to say that you, Colonel, were behind it all and perhaps were even having some form of tawdry relationship with the good doctor. That is if anyone wished to say that."

Kelly smiled as he rose and went to the door. He casually unlocked it and opened it. "Have a good day, Colonel, and thanks for stopping by."

Fury stepped right up to the Senators face. "This isn't over, Kelly, not by a long shot." Then slipped out the door.

"I knew I'd find you here." Said Jean as she approached Scott on the small footbridge over the pond.

"Using those psychic powers of yours again, huh?"

She stepped next to him, leaning against the rail as he was and looking down at the fish in the pond. "No, I just know you."

He smiled a small smile that faded quickly. "Then tell me what I'm thinking now, without using your powers."

"The same thing you've been thinking since the Pentagon; that what happened to that boy was your fault."

He looked down again. "I should have seen a way to stop it, Jean, I should have. Now, I'll never know if he lived or died."

Jean shook her head. "It wasn't your fault, Scott. Creed... is, well, psychotic. He wasn't all there when he attacked that boy." She sighed. "I can't believe Dr. Cooper thought we could work with him."

There was an uncomfortable pause between them. Jean absently picked at a knit on her white sweater. Scott sighed deeply.

"Penny for your thoughts?" Jean asked.

Scott half grinned. "Can't you just see them for yourself?"

"That would be unethical, Scott, and you know it. I don't go around prying into people's minds for the fun of it. Especially with this headband back on."

Scott chuckled. "I was just thinking, is all. Those guys we fought, the were mutants, like us right? They aren't part of some sort of secret government operation yet they were there, risking their lives to help. They were good guys, heroes really, not some covert mutant strike team."

Jean shrugged. "What are you getting at?"

"I don't know." He turned around now leaning back against the rail. "I'm here because they were able to help me stop my powers from destroying everything I look at..."

Jean nodded. "And I'm here because I lost control of my telepathy and was locked up in an asylum. They were able to stop it."

"So, we are both here because we needed help that they could provide. Does that mean we have to stay with them indefinitely? Do we owe them our very lives?"

Jean shrugged again. "I don't know Scott." She blushingly took his hand in hers. "But if you decide this place isn't right for you, I'm with you."

Scott was at a loss for words. "Jean...I..."

"There is something else I think you should know..." she began. "When I was in Vanisher's mind...there was something that I saw. I don't know what it means but it was in regards to the document he had stolen and somehow linked to X-Factor. I can't get more specific than that; I didn't have enough time to poke around. But he was afraid of it."

"What was it Jean?"

"Just one word; Sentinal"

The small, squat mutant known as the Toad sad solemnly in his cell. He was sad, very sad actually. In his life he had known nothing but famine and squalor living on the streets, steeling to survive. When he chanced upon the Vanisher and was recognized as being special, he thought his life would change drastically for the better. It changed alright, he was stuck in a cell.

He heard foot steps echo down the long hallway in the Vault, the super powered detention facility he was in. A guard came to his cell door. The guard looked up and down the hall then produced a key and unlocked Toads cell. Toad stood but narrowed his eyes in confusion.

"Mortimer Toynbee, I am here to help you." The guard began to change right in front him. His features shifted and his skin changed in color to a deep blue, his hair to a brilliant red. And he was now a she.

"My name is Mystique. My associate, Magneto, is going to lead a war on humanity that will place our kind at our rightful place as masters of this world. You have been chosen to help."

"I've...been chosen...?"

"Yes, now come, we haven't much time, Toad."

The steady beep of the monitoring machines in the high-tech medical facility near the X-Factor headquarters was the only sound to be heard. There was, after all, just the one patient. Though his bones had been ground to near powder and he had suffered enough internal damage to kill a elephant, Victor Creed expected to be out of here by tomorrow.

He was lying in the oversized bed, flipping channels on his remote when a nurse entered. She was a tall, attractive blonde and Creed sneered at her as she entered, letting his eyes move up and down her noticeably. She rolled her eyes at him.

"Hadn't seen you round here before, what's your name, honey?"

She smiled an eerie and disturbing smile, "You know my name, Victor. And you know me quite well."

"I'm sure I'd a remembered something as sweet as you."

She leaned over him and let her eyes flash to red. "Mystique..." he mouthed.

She inclined her head ever so slightly. Pretending to be taking his pulse and temperature and whatnot, she whispered to him. "I can't believe you are working with these do-gooder types, Creed, not your style."

"It pays the bills. Besides, I got to slice open a kid the other day, that was fun."

She grinned. "I am certain. I work for Magneto now, and he is almost ready to make a move against the world. There's something we need you to do."

He smiled right back. "Ya know me, it involves violence mayhem and chaos, I'm all yours."

The thin, indigo skinned mutant barely managed to pull himself to the stream. Blood streamed from dozens of wounds on his body and he was fighting for each inch of ground he dragged himself across. The villagers had blamed him for some children that had been killed. He, however, had discovered the truth. The real murderer was his adopted brother, who fell to his death in front of all the villagers after the mutant had confronted him.

He had done his best to escape, but even with his abilities to teleport away, the mob still found him and beat him severely. He was within a few feet of the river now. He couldn't go on, however, and collapsed right there.

Someone was stroking his curly dark blue hair. "It's okay, Kurt, mother is here. I can help you, Kurt. Get you to safety. Protect you and care for you. I only ask one thing."

"Vas...?" me said through cracked lips.

"That you help my friend and I to help protect all mutants everywhere. It will be a difficult struggle, but one we will win. What do you say?"

"...Ja..."

Much later, in the Antarctic base known as Avalon, the master of magnetism himself was hearing Mystiques reports as he watched over his new additions to his mutant force. His first recruits to the Brotherhood of Mutants.

"Here is what we have, Eric. Pyro, able to manipulate fires but not create them. He is a bit of a free spirit and as long as we indulge that, he's ours.

"Blob I rescued from a prison. He went a little nuts after his circus was shut down. Full of anger and frustration, but a sucker for a pretty face. He's extremely tough and no force yet known can move him if he doesn't want to be.

"Toad, whose name is fitting on several fronts. He has fantastically strong legs and is able to deliver lethal level kicks. He is also very obsequious and devoted.

"Nightcrawler. He can climb walls, teleports and has amazing dexterity. He was a former circus acrobat. I...had to trick him. His heart, though, isn't with us.

"And last but not least, Banshee. Capable of generating powerful sonic bursts with his vocal chords, he is a former Interpol agent turned criminal, but you know about him, you convinced him to come.

"Oh, lets not forget Creed. He is in place and on board with your plan."

"Excellent, Mystique, excellent indeed." He stood, his new deep purple cape dropping behind him. "Let us then make ready our attack plan."


End file.
